Porsche 2006 Annual Report Download - page 31
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associated disadvantages, particularly the inevitable
upward leveling of the board members’ salaries and
the invasion of the individuals’ right to privacy, out-
weigh the advantages to investors of such a practice.
The investors are, in any case, unaware of the criteria
on which differences between board members’
salaries are based. Moreover, the new law governing
the disclosure of board salaries applicable from
2006 leaves it up to the annual general meeting to
pass a resolution with a three-quarters majority of
the voting capital stock to waive the publication of
the compensation of the individual members of the
Executive Board.
The annual stockholders’ meeting of Porsche AG
unanimously passed resolutions to this effect on
January 27, 2006 as did the extraordinary stock-
holders’ meeting of Porsche AG on June 26, 2007.
The compensation of the Executive Board is pub-
lished individually and a compensation report is
not issued.
“Members of the supervisory board should be
elected individually.” (No. 5.4.3 German Corporate
Governance Code).
In view of our specific shareholder structure, we
consider this recommendation to be unreasonable
under normal circumstances.
“Payments to the members of the supervisory board
should be reported individually in the corporate
governance report, subdivided by component.”
(No. 5.4.7 German Corporate Governance Code).
We show payments to the Supervisory Board in the
notes to the financial statements presented in the
annual report as a single sum. We do not state the
sums paid to individuals because we see no addi-
tional advantage for investors in this in view of the
level of payments involved and the requirements
stated in the articles of incorporation and bylaws.
“Also payments made by the company to the mem-
bers of the supervisory board or advantages extended
for services provided individually, in particular ad-
visory or agency services should be listed separately
in the corporate governance report.” (No. 5.4.7
German Corporate Governance Code).
The ability to access the expertise of the individual
members of the families that are shareholders in the
company on specific subjects represents a particular
advantage for Porsche AG. Taking the legal require-
ments into account, this cooperation takes place on
terms that are customary in this business sector and
which are also complied with in the event of compar-
able business arrangements being undertaken with
third parties. The company has taken a fundamental
decision not to present individual information about
the compensation for personal services rendered in
the Corporate Governance Report.
Dr. Ing. h.c. F. Porsche Aktiengesellschaft
Supervisory Board and Executive Board
29